News Releases

12/07/2009

Determination of Offer Price and Selling Price for Issuance and Sale of Shares and Conversion Price and Other Conditions for Issuance of Convertible Bond Type Bonds with Stock Acquisition Rights

Tokyo, December 7, 2009 — Hitachi, Ltd. (Hitachi; TSE: 6501 / NYSE:HIT) announced the determination of the offer price and selling price in connection with the issuance and sale of new shares and the secondary offering of shares pursuant to a decision by its President and Chief Executive Officer on November 16, 2009 and the determination of the conversion price and other conditions in connection with the issuance of 130% Call Option Attached Unsecured Convertible Bond Type Bonds with Stock Acquisition Rights (8th Series) (with inter-bond pari passu clause) (the “Bonds with Stock Acquisition Rights”) pursuant to decisions by its President and Chief Executive Officer on November 16 and 27, 2009.

I. Issuance and Sale of New Shares and Secondary Offering of Shares
1. Issuance and Offering of New Shares

(1)

Number and Type of Shares to Be Offered

 

A total of 1,090,000,000 shares of Hitachi’s common stock, as shown in 1 through 3 below.

 

1) 400,000,000 shares of Hitachi’s common stock to be purchased and underwritten by Japanese Underwriters in a public offering conducted in Japan.

2) 600,000,000 shares of Hitachi’s common stock to be purchased and underwritten by International Managers in an offering conducted overseas.

3) Up to an additional 90,000,000 shares of Hitachi’s common stock pursuant to an option to purchase granted by Hitachi to the International Managers

(2)

Offer Price Per Share(1)

 

   

¥230

(3)

Total Offer Price(2)

 

 

¥250,700,000,000

(4)

Issue Price Per Share(1)

 

   

¥220.48

(5)

Total Issue Price(2)

 

 

¥240,323,200,000

(6)

Amount by Which Stated Capital and Capital Reserve Are to Be Increased(2)

 

Amount by Which Stated Capital Is to Be Increased

¥120,161,600,000

 

 

Amount by Which Capital Reserve Is to Be Increased

¥120,161,600,000

 

 

 

 

 

(7)

Subscription Period (Domestic)

 

December 8, 2009 (Tue.) to December 9, 2009 (Wed.)

(8)

Payment Date

 

December 14, 2009 (Mon.)

Notes
1.The underwriters will purchase the shares at the Issue Price and offer them at the Offer Price.
2.These figures assume that the International Managers exercise in full the options described in Section (1)3 above.

2.Secondary Offering of Hitachi’s Shares (By Way of Over-Allotment)


(1)

Number of Shares to Be Offered

 

 

60,000,000 shares

(2)

Selling Price Per Share

 

   

¥230

(3)

Total Selling Price

 

 

¥13,800,000,000

(4)

Subscription Period

 

December 8, 2009 (Tue.) to December 9, 2009 (Wed.)

(5)

Delivery Date

 

December 15, 2009 (Tue.)

3. Issuance of New Shares by Way of Third-Party Allotment


(1)

Issue Price Per Share

 

   

¥220.48

(2)

Total Issue Price

 

 

(Up to) ¥13,228,800,000

(3)

Amount by Which Stated Capital and Capital Reserve Are to Be Increased

 

Amount by Which Stated Capital Is to Be Increased

(Up to) ¥6,614,400,000

 

 

Amount by Which Capital Reserve Is to Be Increased

(Up to) ¥6,614,400,000

(4)

Subscription Period (Subscription Date)

 

December 24, 2009 (Thu.)

(5)

Payment Date

 

December 25, 2009 (Fri.)

II.Issuance of the Bonds with Stock Acquisition Rights
1.Details Regarding the Stock Acquisition Rights


Conversion Price

 

 

\317

Conversion Pricing Date

 

 

December 7, 2009 (Mon.)

・Closing Price of Hitachi’s Common Stock in Regular Transactions on the Tokyo Stock Exchange on the Conversion Pricing Date

 

\238

・Conversion Premium [(Conversion Price/Closing Price of Common Stock - 1)×100]

 

33.19%

2.Subscription Period

 

December 8, 2009 (Tue.) to December 9, 2009 (Wed.)

3.Payment Date (Allotment Date of the Stock Acquisition Rights)

December 14, 2009 (Mon.)

<Reference>

1.Issuance and Sale of New Shares and Secondary Offering of Shares

 

(1)

Determination of Offer Price and Selling Price

   

Calculation Reference Date and Price

 

December 7, 2009 (Mon.)

 

\238

   

Discount Rate

 

 

 

3.36%

 

(2)

Syndicate Cover Transaction Period

   

From December 10, 2009 (Thu.) to December 17, 2009 (Thu.)

2.Convertible Bond Type Bonds with Stock Acquisition Rights (8th Series) (Announced on November 16 and 27, 2009)


(1)

Aggregate Amount of the Convertible Bonds

\100 billion

(2)

Interest Rate of the Convertible Bonds

0.10% per annum

(3)

Exercise Period

From January 4, 2010 to December 10, 2014

(4)

Redemption Date

December 12, 2014

3.Use of Proceeds

Hitachi intends to use the net proceeds from the Japanese Offering, International Offering, the issuance of new shares by way of third-party allotment and the issuance of the Bonds with Stock Acquisition Rights, estimated to be, in total, no greater than \349,292 million, to fund capital expenditures of \220.0 billion to strengthen its Social Innovation Business, to make investments of \40.0 billion to strengthen its Social Innovation Business and to use the remainder to repay Hitachi’s debt.
Please refer to “Issuance and Sale of New Shares and Issuance of Call Option Attached Unsecured Bonds with Stock Acquisition Rights (Convertible Bonds)” announced on November 16, 2009 for more details of Hitachi’s plan for use of proceeds.

About Hitachi, Ltd.

Hitachi, Ltd., (NYSE: HIT / TSE: 6501) is a leading global technological and industrial company with total revenues of ¥10,000 billion yen ($102.0 billion) for the year ended March 31, 2009. Hitachi’s business is highly diversified, encompassing operations in the following seven segments: Information & Telecommunication Systems; Electronic Devices; Power & Industrial Systems; Digital Media & Consumer Products; High Functional Materials & Components; Logistics, Services & Others; and Financial Services. For more information on Hitachi, please visit Hitachi's website at http://www.hitachi.com.

Contacts

Masanao Sato
Hitachi, Ltd.
+81-3-5208-9324
masanao.sato.sz@hitachi.com


Dash Hisanaga
Hitachi America, Ltd.
+1-914-333-2987
tadashi.hisanaga@hal.hitachi.com